450911102

(In millions, except per share amounts, unless otherwise stated) OVERVIEW ITT Inc., through its worldwide subsidiaries, is a diversified manufacturer of highly engineered critical components and customized technology solutions for the transportation, industrial, energy, and health and nutrition markets. We manufacture components that are integral to the operation of systems and manufacturing processes in these key markets. Our products enable functionality for applications where reliability and performance are critically important to our customers and the users of their products. Our businesses share a common, repeatable operating model centered on our engineering capabilities. Each business applies its technology and engineering expertise to solve our customers’ most pressing challenges. Our applied engineering provides a valuable business relationship with our customers given the critical nature of their applications. This in turn provides us with unique insight to our customers’ requirements and enables us to develop solutions to assist our customers in achieving their business goals. Our technology and customer intimacy produce opportunities to capture recurring revenue streams, aftermarket opportunities and long-lived platforms from original equipment manufacturers (OEMs). Our product and service offerings are organized into three reportable segments: Flow Technologies (FT), Motion Technologies (MT), and Connect & Control Technologies (CCT). Flow Technologies, formerly Industrial Process, was renamed following our acquisition of SPX FLOW to reflect the expanded scale and capabilities of the combined operations. See Note 3, Segment Information, to the Consolidated Condensed Financial Statements for a summary description of each segment. Additional information is also available in our 2025 Annual Report within Part I, Item 1, “Description of Business.” All comparisons included within Management’s Discussion and Analysis of Financial Condition and Results of Operations refer to the comparable three and six months ended June 28, 2025, unless stated otherwise. Effective January 1, 2026, the Company is presenting intangible amortization as a separate line item within the consolidated statements of operations to enhance transparency and comparability. For additional information on the change in presentation, refer to Note 1, Description of Business and Basis of Presentation. Management’s discussion and analysis of the financial condition and results of operations have been adjusted to reflect the change in presentation. Global Macroeconomic Conditions Global macroeconomic conditions continue to evolve amid ongoing geopolitical uncertainty, trade policy developments, and shifting market dynamics. While these factors have created areas of variability, the Company has maintained disciplined execution and continued strategic investment across its businesses. For the remainder of 2026, we expect demand to remain generally resilient, although the outlook remains influenced by geopolitical developments, trade policy actions, and energy market volatility. We believe our diversified portfolio, global operating footprint, and focus on operational excellence position us to respond effectively to changing market conditions and support long-term value creation. Geopolitical and Energy Market Risk: Geopolitical developments, including ongoing conflict and instability in the Middle East, continue to influence global supply chains, trade flows, and energy markets. During the second quarter of 2026, disruptions affecting the Strait of Hormuz and broader regional energy infrastructure contributed to heightened volatility in oil, natural gas, and shipping markets, although diplomatic efforts and ceasefire discussions have supported a partial normalization of certain trade routes and energy flows. Despite these developments, energy prices, logistics costs, and market sentiment remain sensitive to further escalation or renewed disruptions. At the same time, our growing presence in critical flow technologies, energy‑related applications, and resilient aftermarket channels helps balance exposure to near‑term volatility. Additionally, select programs within CCT may benefit from sustained or increased investments in defense, security, and national infrastructure. Overall, our continued portfolio evolution and diversified end‑market exposure are intended to enhance durability and adaptability across macroeconomic and geopolitical cycles. ITT Inc. | Q2 2026 Form 10-Q | 29 Tariffs and Trade Policies: Ongoing tariff regimes and changes in global trade frameworks may influence input costs, sourcing decisions, and customer demand patterns. Trade policy uncertainty remains elevated as governments continue to evaluate tariff programs, industrial policies, and supply-chain security initiatives. While judicial and regulatory developments have provided clarity regarding certain tariffs imposed in prior periods, including the establishment of processes that permit eligible companies to seek refunds or recovery of certain previously paid tariffs, trade actions implemented under alternative statutory authorities, ongoing Section 301 investigations, and evolving regional trade arrangements continue to create uncertainty for global manufacturers. We are pursuing recovery opportunities where appropriate and continue to monitor developments in global trade policy; however, the timing and ultimate amount of any potential recoveries, as well as the impact of future trade actions or policy changes, remain uncertain. Workforce Availability and Cost: Labor markets remain competitive in certain geographies and functions, particularly for specialized technical and engineering roles, although labor availability has improved in some regions relative to recent years. Wage inflation has moderated relative to prior periods but remains above historical norms in select markets. We continue to address these dynamics through targeted talent development, workforce planning, selective automation, and digital productivity initiatives, which enhance operational efficiency while supporting high levels of quality, safety, and on‑time delivery. These initiatives strengthen our long‑term operational capabilities and support sustainable growth across varying demand environments. Technology Transformation: Advancements in automation, data analytics, artificial intelligence, and digital manufacturing platforms continue to accelerate across industrial markets and are driving increased investment across global technology value chains. We view these developments as opportunities to further enhance efficiency, reliability, and customer value; however, they also expose us to additional cybersecurity risks and the possibility that our competitors may adopt and leverage these technologies more rapidly or effectively. We are continuing to expand digital investments across operations and product lines, including technologies that improve asset performance, energy efficiency and total costs for customers. Supply Chain and Cost Inflation: Supply chain conditions have generally stabilized compared with the disruption levels experienced in prior years; however, we continue to experience variability across select commodities, electronic components, transportation networks, and specialty materials. Ongoing geopolitical developments, trade restrictions, logistics disruptions, and supplier concentration risks continue to create uncertainty within global supply chains. While inflationary pressures have moderated in several input categories, energy costs, freight expenses, and certain labor and commodity costs remain elevated and subject to volatility. We continue to utilize dual-sourcing strategies, long-term supplier agreements, localized sourcing initiatives, inventory management practices, and productivity programs to support supply continuity and mitigate cost increases. Although these actions have helped reduce risk exposure, future disruptions could affect our production schedules, lead times, costs, and operating margins. Sustainability and Energy Transition: Long-term trends related to energy transition, infrastructure modernization, environmental regulation, energy security, and industrial efficiency continue to influence customer investment decisions. Recent geopolitical developments have reinforced the importance of reliable energy supplies, grid resiliency, domestic infrastructure investment, and diversified energy sources. As a result, many customers are balancing long-term decarbonization objectives with near-term energy affordability, reliability, and security considerations. These trends continue to create opportunities across portions of our portfolio, particularly in energy-efficient pumping and motion technologies, critical flow applications, cryogenic systems, compressor technologies, and solutions supporting liquefied natural gas, ammonia, hydrogen, carbon capture, industrial electrification, and other energy-related infrastructure investments. We continue to invest in innovation, sustainability initiatives, and product development intended to address evolving customer requirements and support long-term profitable growth. ITT Inc. | Q2 2026 Form 10-Q | 30 EXECUTIVE SUMMARY The following table provides a summary of key performance indicators for the second quarter of 2026 as compared to the second quarter of 2025. There were four additional working days in the quarter versus the prior year. Revenue Operating Income Operating Margin EPS $1,473 $180 12.2% $0.95 51% Increase 3% Increase -580 bps Decrease -38% Decrease Organic Revenue* Adjusted Operating Income* Adjusted Operating Margin* Adjusted EPS* $1,096 $295 20.0% $2.08 13% Increase 55% Increase 40 bps Increase 18% Increase *Represents a non-GAAP financial measure Further details related to these results are contained elsewhere in the Discussion of Financial Results section. Refer to the section titled “Key Performance Indicators and Non-GAAP Measures” for definitions and reconciliations between GAAP and non-GAAP metrics, including organic revenue, adjusted operating income, adjusted operating margin, and adjusted EPS. Our second quarter 2026 results are summarized below: •Revenue of $1,473.1 increased by $500.7 including $359.6 from acquisition contributions and $17.6 from favorable foreign currency translation. Organic revenue increased by $123.5, or 12.7%, led by aerospace and defense in CCT, growth in pump projects and valves in FT, and increased aftermarket demand for Friction and KONI defense in MT. •Operating income of $180.3 increased by $5.2, or 3.0%, primarily due to incremental volume and pricing actions partially offset by an increased intangible amortization expense of $51.0 related to SPX FLOW. Adjusted operating income increased by $104.6, or 54.9%, driven by a full quarter of SPX FLOW results. •Income from continuing operations was $0.95 per diluted share, a decrease of $0.57 as compared to the prior year, primarily due to acquisition-related costs. Adjusted income from continuing operations was $2.08 per diluted share, an increase of $0.32, or 18.2% compared with the prior year period. The increase was primarily driven by adjusted operating income growth from all segments, partially offset by higher interest expense, effective tax rate and weighted-average share count resulting from the acquisition of SPX FLOW. DISCUSSION OF FINANCIAL RESULTS Three Months Ended Six Months Ended For the July 4, 2026 June 28, 2025 Change July 4, 2026 June 28, 2025 Change Revenue $ 1,473.1 $ 972.4 51.5 % $ 2,685.0 $ 1,885.4 42.4 % Gross profit 510.1 350.8 45.4 % 938.9 673.9 39.3 % Operating expenses 329.8 175.7 87.7 % 617.3 347.9 77.4 % Operating income 180.3 175.1 3.0 % 321.6 326.0 (1.3) % Interest and non-operating expenses, net 45.1 10.9 313.8 % 57.6 17.5 229.1 % Income tax expense 48.7 42.5 14.6 % 98.1 77.7 26.3 % Net income attributable to ITT Inc. $ 84.9 $ 121.0 (29.8) % $ 162.9 $ 229.4 (29.0) % Gross margin 34.6 % 36.1 % (150) bps 35.0 % 35.7 % (70) bps Operating expense to revenue ratio 22.4 % 18.1 % 430 bps 23.0 % 18.5 % 450 bps Operating margin 12.2 % 18.0 % (580) bps 12.0 % 17.3 % (530) bps Effective tax rate 36.0 % 25.9 % 1,010 bps 37.2 % 25.2 % 1,200 bps ITT Inc. | Q2 2026 Form 10-Q | 31 REVENUE The following table illustrates the revenue derived from each of our segments. For the Three Months Ended July 4, 2026 June 28, 2025 Change Organic Growth(a) Flow Technologies $ 792.5 355.9 122.7 % 20.7 % Motion Technologies 386.0 $ 365.7 5.6 % 1.6 % Connect & Control Technologies 295.7 251.9 17.4 % 17.3 % Eliminations and Other (1.1) (1.1) Total Revenue $ 1,473.1 $ 972.4 51.5 % 12.7 % For the Six Months Ended July 4, 2026 June 28, 2025 Change Organic Growth(a) Flow Technologies 1,329.9 689.2 93.0 % 16.6 % Motion Technologies $ 783.2 $ 711.8 10.0 % 3.4 % Connect & Control Technologies 574.2 486.6 18.0 % 17.4 % Eliminations and Other (2.3) (2.2) Total Revenue $ 2,685.0 $ 1,885.4 42.4 % 11.8 % (a)See the section titled “Key Performance Indicators and Non-GAAP Measures” for a definition and reconciliation of organic revenue. Flow Technologies FT revenue for the three and six months ended July 4, 2026 increased by $436.6 and $640.7, respectively, primarily due to acquisition contributions of $359.6 and $511.0, respectively. Organic revenue increased by $73.8, or 20.7%, and $114.4, or 16.6%, for the three and six-month periods, respectively, primarily driven by growth in pump projects of 45% and 30%, respectively, reflecting strong demand in the energy market. Additionally, short-cycle demand remained strong with revenue growth of 10% in both periods, driven by valves. Motion Technologies MT revenue for the three and six months ended July 4, 2026 increased $20.3 and $71.4, respectively, including favorable foreign currency translation of $14.3 and $47.1, respectively. Organic revenue increased by $6.0, or 1.6%, and $24.3, or 3.4%, for the three and six month periods, respectively, primarily driven by increased aftermarket sales of 6% and 4%, respectively. In addition, organic revenue for the six-month period included growth of approximately 6% from our KONI rail business. Connect & Control Technologies CCT revenue for the three and six months ended July 4, 2026 increased $43.8 and $87.6, respectively, reflecting higher sales volumes, and the benefit of pricing actions. Organic revenue grew 17.3% and 17.4% for the three and six month periods, respectively, driven by strong demand across the aerospace and defense markets. GROSS PROFIT Gross profit for the three and six months ended July 4, 2026 increased 45.4% to $510.1 and 39.3% to $938.9, respectively. The increase in gross profit for both periods was primarily driven by the acquisition of SPX FLOW, volume leverage, benefits from pricing actions, net savings from productivity and sourcing initiatives, and favorable foreign currency translations, partially offset by unfavorable sales mix and higher material and labor costs. ITT Inc. | Q2 2026 Form 10-Q | 32 OPERATING EXPENSES The following table summarizes our operating expenses, including by segment. Three Months Ended Six Months Ended July 4, 2026 June 28, 2025 Change July 4, 2026 June 28, 2025 Change General and administrative expenses $ 143.9 $ 85.5 68.3 % $ 297.9 $ 170.6 74.6 % Sales and marketing expenses 87.5 51.4 70.2 % 161.2 99.1 62.7 % Research and development expenses 35.8 27.2 31.6 % 68.9 52.6 31.0 % Intangible amortization 62.6 11.6 439.7 % 89.3 25.6 248.8 % Total operating expenses $ 329.8 $ 175.7 87.7 % $ 617.3 $ 347.9 77.4 % Total operating expenses by segment: Flow Technologies $ 211.1 $ 68.6 207.7 % $ 336.7 $ 139.4 141.5 % Motion Technologies 40.9 40.4 1.2 % 76.5 79.1 (3.3) % Connect & Control Technologies 52.1 49.3 5.7 % 104.7 95.7 9.4 % Corporate & Other 25.7 17.4 47.7 % 99.4 33.7 195.0 % General and administrative (G&A) expenses increased $58.4, or 68.3%, for the three months ended July 4, 2026, primarily driven by a full quarter of SPX FLOW G&A costs, integration-related professional service costs, increased personnel-related costs, and unfavorable foreign currency impacts. G&A expense increased $127.3, or 74.6%, for the six months ended July 4, 2026, primarily due to four months of SPX FLOW G&A costs, acquisition-related transaction and integration costs, increased personnel-related costs, and higher restructuring, environmental, and bad debt expenses. Sales and marketing expenses increased by $36.1, or 70.2%, and $62.1, or 62.7%, respectively, for the three and six months ended July 4, 2026. The increase was primarily driven by the acquisition of SPX FLOW and higher personnel costs and commission expenses. Research and development (R&D) expenses increased $8.6, or 31.6%, and $16.3, or 31.0%, respectively, for the three and six months ended July 4, 2026. The increase was primarily due to the acquisition of SPX FLOW and the timing of R&D project activity and reimbursements. Intangible amortization increased $51.0, or 439.7%, and $63.7, or 248.8%, for the three and six months ended July 4, 2026, respectively, due to the amortization of intangible assets acquired in connection with the acquisition of SPX FLOW. OPERATING INCOME The following table summarizes our operating income and margin by segment. Three Months Ended Six Months Ended July 4, 2026 June 28, 2025 Change July 4, 2026 June 28, 2025 Change Flow Technologies $ 62.9 $ 76.6 (17.9) % 145.0 140.1 3.5 % Motion Technologies 82.1 71.2 15.3 % $ 165.6 $ 138.8 19.3 % Connect & Control Technologies 60.8 44.9 35.4 % 110.1 80.9 36.1 % Corporate and Other (25.5) (17.6) 44.9 % (99.1) (33.8) 193.2 % Total operating income $ 180.3 $ 175.1 3.0 % $ 321.6 $ 326.0 (1.3) % Operating margin: Flow Technologies 7.9 % 21.5 % (1,360) bps 10.9 % 20.3 % (940) bps Motion Technologies 21.3 % 19.5 % 180 bps 21.1 % 19.5 % 160 bps Connect & Control Technologies 20.6 % 17.8 % 280 bps 19.2 % 16.6 % 260 bps Consolidated operating margin 12.2 % 18.0 % (580) bps 12.0 % 17.3 % (530) bps ITT Inc. | Q2 2026 Form 10-Q | 33 FT operating income for the three months ended July 4, 2026 decreased $13.7, or 17.9%, as a result of inventory step-up amortization of $42.0, increased intangible amortization of $55.1, and integration-related expenses related to the SPX FLOW acquisition, which were partially offset by higher volume, benefits from pricing and productivity actions, and a full quarter of SPX FLOW operations. FT operating income for the six months ended July 4, 2026 increased $4.9, or 3.5%, as the operating performance of legacy FT business, driven by volume growth and pricing actions, combined with SPX FLOW operations, exceeded the increased intangible amortization and acquisition-related expenses of $71.3 and $60.2, respectively. MT operating income for the three and six months ended July 4, 2026 increased $10.9, or 15.3%, and $26.8, or 19.3%, respectively, primarily due to higher sales volume, net savings from productivity initiatives, and a favorable impact from foreign currency fluctuations, which was partially offset by competitive pricing dynamics. CCT operating income for the three and six months ended July 4, 2026 increased $15.9, or 35.4%, and $29.2, or 36.1%, respectively, primarily driven by benefits from higher sales volume, pricing actions, and net savings from productivity initiatives. Other corporate costs increased $7.9 and $65.3 for the three and six months ended July 4, 2026, respectively. The increase during the three-month period was primarily due to integration-related professional services costs associated with the SPX FLOW acquisition. The increase during the six-month period was primarily driven by transaction-related costs incurred in connection with the closing of the SPX FLOW acquisition. INTEREST AND NON-OPERATING EXPENSES, NET The following table summarizes our interest and non-operating income and expenses. Three Months Ended Six Months Ended July 4, 2026 June 28, 2025 Change July 4, 2026 June 28, 2025 Change Interest expense $ 49.7 $ 12.6 294.4 % $ 74.5 $ 21.9 240.2 % Interest income (3.8) (2.4) 58.3 % (14.2) (4.1) 246.3 % Other non-operating (income) expense, net (0.8) 0.7 (214.3) % (2.7) (0.3) 800.0 % Total interest and non-operating expenses, net $ 45.1 $ 10.9 313.8 % $ 57.6 $ 17.5 229.1 % Interest expense for the three and six months ended July 4, 2026 increased by or $37.1, or 294.4%, and $52.6, or 240.2%, respectively, due to higher outstanding long-term debt and commercial paper balances during 2026, primarily stemming from the financing of the SPX FLOW acquisition. Interest income for the three and six months ended July 4, 2026 increased by $1.4, or 58.3%, and $10.1, or 246.3%, respectively, due to a higher average cash on deposit balance during 2026 subsequent to the $1.3 billion equity issuance in December 2025 and until the closing of SPX FLOW acquisition. Other non-operating income, net for the three and six months ended July 4, 2026 increased by $1.5 and $2.4, respectively. The increase for the three-month period was due to income from equity method investments and the increase for the six-month period includes a gain on the early extinguishment of debt. INCOME TAX EXPENSE The following table summarizes our income tax expense and effective tax rate (ETR). Three Months Ended Six Months Ended July 4, 2026 June 28, 2025 Change July 4, 2026 June 28, 2025 Change Income tax expense $ 48.7 $ 42.5 14.6 % $ 98.1 $ 77.7 26.3 % Effective tax rate 36.0 % 25.9 % 1,010 bps 37.2 % 25.2 % 1,200 bps The ETR for the three and six months ended July 4, 2026 increased to 36.0% and 37.2%, respectively, primarily due to the recognition of additional tax expense related to undistributed foreign earnings and transaction-related costs incurred in connection with the acquisition of SPX FLOW. The acquisition also affected the geographic mix of earnings which further contributed to the higher effective tax rate for both periods. ITT Inc. | Q2 2026 Form 10-Q | 34 Additionally, tax expense for the six months ended July 4, 2026 was unfavorably impacted by amended tax filings in Luxembourg. In October 2021, more than 135 countries and jurisdictions agreed to participate in a “two-pillar” international tax approach developed by the OECD, which includes establishing a global minimum corporate tax rate of 15 percent. The OECD published Tax Challenges Arising from the Digitalisation of the Economy — Global Anti-Base Erosion Model Rules (Pillar Two) in December 2021 and subsequently issued additional commentary and administrative guidance clarifying several aspects of the model rules. Since the model rules have been released, many countries have enacted Pillar Two-related laws, many of which became effective January 1, 2024 with additional laws effective January 1, 2025. As of July 4, 2026, the Company does not expect Pillar Two taxes to have a significant impact on its 2026 financial statements. On January 5, 2026, the OECD released a Pillar Two Administrative Guidance package containing the Side-by-Side Safe Harbor (the SbS). Under the SbS, Multinational Enterprises headquartered in a jurisdiction that has a Qualified SbS Regime are eligible for the SbS election. The United States is listed as a jurisdiction with a Qualified SbS Regime. By making the SbS election, top-up taxes under the Income Inclusion Rule (the IIR) and Undertaxed Profits Rule (the UTPR) are set to zero. However, the SbS does not have an impact on the application of Pillar Two Qualified Domestic Minimum Top-up Taxes (the QDMTT). Jurisdictions are required to implement the SbS effective for fiscal years beginning on or after January 1, 2026 (or at the earliest practicable date where there are constitutional or other superior law constraints preventing retroactive adoption). ITT will monitor the adoption of SbS in each jurisdiction and intends to elect the SbS where available. On July 4, 2025, President Trump signed the One Big Beautiful Bill Act (OBBBA), which includes a broad range of tax reform provisions affecting businesses, including extending and modifying certain key Tax Cuts & Jobs Act provisions (both domestic and international) and expanding certain Inflation Reduction Act incentives while accelerating the phase-out of others. The Company evaluated the OBBBA and implemented certain provisions of the legislation during the current quarter; the Company continues to evaluate the ongoing effects of the legislation. See Note 6, Income Taxes, to the Consolidated Condensed Financial Statements for further information. ITT Inc. | Q2 2026 Form 10-Q | 35 LIQUIDITY AND CAPITAL RESOURCES Funding and Liquidity Strategy We monitor our funding needs and execute strategies to meet overall liquidity requirements, including the management of our capital structure, on both a short- and long-term basis. Significant factors that affect our overall management of liquidity include our cash flow from operations, credit ratings, the availability of commercial paper, access to bank lines of credit, term loans, and the ability to attract long-term capital on satisfactory terms. We assess these factors along with current market conditions on a continuous basis, and as a result, may alter the mix of our short- and long-term financing when it is advantageous to do so. We expect to have enough liquidity to fund operations for at least the next 12 months and beyond. We manage our worldwide cash requirements considering available funds among the many subsidiaries through which we conduct business and the cost effectiveness with which those funds can be accessed. We support our growth and expansion in markets outside of the U.S. through the enhancement of existing products and development of new products, increased capital spending, and potential foreign acquisitions. We look for opportunities to access cash balances in excess of local operating requirements to meet our global liquidity needs in a cost-efficient manner. We transfer cash between certain international subsidiaries and the U.S. when it is cost effective to do so. During the six months ended July 4, 2026, we had net cash distributions from foreign countries to the U.S. of $402.5. During the year ended December 31, 2025, we had net cash distributions from foreign countries to the U.S. of $577.5. The timing and amount of any additional future distributions will be evaluated based on our jurisdictional cash needs. The amount and timing of dividends payable on our common stock are within the sole discretion of our Board of Directors and will be based on, and affected by, several factors, including our financial position and results of operations, available cash, expected capital spending plans, prevailing business conditions, and other factors the Board of Directors deems relevant. Therefore, we cannot provide any assurance as to what level of dividends, if any, will be paid in the future. In the second quarter of 2026, we declared a dividend of $0.386 per share for shareholders of record on June 8, 2026, which was a 10% increase from the quarterly dividends of $0.351 that were declared in 2025. Dividend payments during the six months ended July 4, 2026 amounted to $69.5. From time to time, the Company may repurchase shares of its stock on the open market. The timing of any repurchases and the actual number of shares repurchased depends on a variety of factors, including remaining authorization under existing Board-approved share repurchase program, the Company’s stock price, restrictions under the Company’s debt obligations, other uses for capital, the dilutive impact of shares issued during the period related to the Company’s long-term incentive plans, impacts on the value of remaining shares, and market and economic conditions. The Company repurchased approximately $100.0 and $500.1 under our share repurchase program during the six months ended July 4, 2026 and June 28, 2025, respectively. All repurchased shares were retired immediately following the repurchases. See Part II, Item 2, Unregistered Sales of Equity Securities and Use of Proceeds, for additional information. Commercial Paper When available and economically feasible, we have accessed the commercial paper market through programs in place in the U.S. and Europe to supplement cash flows generated internally and to provide additional short-term funding. The following table presents our outstanding commercial paper borrowings. July 4, 2026 December 31, 2025 Commercial Paper Outstanding - U.S. Program $ 284.7 $ — Commercial Paper Outstanding - Euro Program 473.7 258.0 Total Commercial Paper Outstanding $ 758.4 $ 258.0 During the six months ended July 4, 2026, we borrowed under U.S. and Euro commercial paper programs for general corporate purposes and lower interest rates. See Note 15, Debt, to the Consolidated Condensed Financial Statements for further information. ITT Inc. | Q2 2026 Form 10-Q | 36 2026 DDTL Credit Agreement On February 18, 2026, the Company entered into a credit agreement (the 2026 DDTL Credit Agreement) among the Company, as borrower, certain of its subsidiaries, as co-borrowers, each lender from time to time party thereto, and U.S. Bank National Association, as the administrative agent, sole lead arranger and sole bookrunner. The 2026 DDTL Credit Agreement provides for delayed draw term loan commitments (the DDTL Commitments) in an aggregate principal amount of $2,875, which may be drawn, on up to two occasions, to finance the Company’s acquisition of SPX FLOW. The DDTL Commitments expire on September 11, 2026 to the extent such DDTL Commitments are undrawn or have not otherwise been terminated prior to such date. An unused commitment fee on the daily unused portion of the DDTL Commitments will accrue at a rate per annum equal to 0.10% during the period from and including May 3, 2026 until the earlier of (i) the date on which the DDTL Loans (as defined below) are fully funded and (ii) the date on which the DDTL Commitments terminate or expire. The loans drawn under the 2026 DDTL Credit Agreement (the DDTL Loans) will mature two years from the date of the first borrowing of the DDTL Loans. Total outstanding borrowings under the 2026 DDTL Credit Agreement were $2,875 as of July 4, 2026. The DDTL Loans bear interest at rate per annum equal to, at the Company’s option, either (i) Term SOFR plus a margin ranging from 1.00% to 1.50%, or (ii) an alternate base rate plus a margin ranging from 0.0% to 0.50%, with the applicable margin determined by reference to the Company’s debt ratings as set forth in the 2026 DDTL Credit Agreement. The DDTL Loans may be prepaid by the Company at any time, in whole or in part, without penalty or premium, subject to certain customary conditions. The 2026 DDTL Credit Agreement contains customary affirmative and negative covenants See Note 15, Debt, to the Consolidated Condensed Financial Statements for further information. 2025 Revolving Credit Agreement On July 30, 2025, we entered into a revolving credit facility agreement with a syndicate of third-party lenders including U.S. Bank National Association, as administrative agent (the 2025 Revolving Credit Agreement). Upon its effectiveness, the 2025 Revolving Credit Agreement replaced the revolving credit facility agreement that we entered into on August 5, 2021, with a syndicate of third-party lenders including Bank of America, N.A., as administrative agent (the 2021 Revolving Credit Agreement). The 2021 Revolving Credit Agreement was terminated on July 30, 2025 with no outstanding balances remaining. The 2025 Revolving Credit Agreement matures in July 2030 and provides for an aggregate principal amount of up to $1,100. The 2025 Revolving Credit Agreement provides for a potential increase of commitment of up to $550 for a possible maximum of $1,650 in aggregate commitments at the request of the Company and with the consent of the institutions providing such increase of commitments. As of July 4, 2026, there were no outstanding borrowings under the 2025 Revolving Credit Agreement. Borrowings under the 2025 Revolving Credit Agreement bear interest at an annual rate equal to, at the Company’s option, either (i) term secured overnight financing rate (Term SOFR) plus a margin ranging from 0.785% to 1.150%, or (ii) an alternate base rate plus a margin ranging from 0.0% to 0.150%, with the applicable margin determined by reference to the Company’s debt ratings set forth in the 2025 Revolving Credit Agreement. There is a commitment fee under the 2025 Revolving Credit Agreement ranging from 0.090% to 0.225% of commitments under the 2025 Revolving Credit Agreement. The 2025 Revolving Credit Agreement contains customary affirmative and negative covenants. See Note 15, Debt, to the Consolidated Condensed Financial Statements for further information. 2025 Term Loan Credit Agreement On April 30, 2025, the Company entered into a credit agreement (as amended, the 2025 Term Loan Credit Agreement) among the Company, as borrower, certain of our subsidiaries, as guarantors, each lender from time to time party thereto, and U.S. Bank National Association, as the administrative agent. The 2025 Term Loan Credit Agreement has a maturity of two years and provides for a term loan of $750. Proceeds of the term loan were applied to pay down the Company’s U.S. commercial paper capacity and for other general corporate purposes, including working capital needs. In connection with the entry into the 2025 Revolving Credit Agreement, on July 30, 2025, the Company and lenders entered into an amendment to the 2025 Term Loan Credit Agreement to modify certain covenant baskets and other terms (including amendments to the leverage ITT Inc. | Q2 2026 Form 10-Q | 37 ratio definition) to conform to the 2025 Revolving Credit Agreement. During the six months ended July 4, 2026, we made principal payments of $425.0 reducing the remaining outstanding principal balance to $95.0 as of July 4, 2026. Borrowings under the 2025 Term Loan Credit Agreement bear interest at an annual rate equal to, at the Company’s option, either (i) Term SOFR plus a margin ranging from 0.875% to 1.375%, or (ii) an alternate base rate plus a margin ranging from 0.0% to 0.375%, with the applicable margin determined by reference to the Company’s debt ratings set forth in the 2025 Term Loan Credit Agreement. The loans under the 2025 Term Loan Credit Agreement may be prepaid by the Company at any time, in whole or in part, without penalty or premium, subject to certain conditions. The 2025 Term Loan Credit Agreement contains customary affirmative and negative covenants. See Note 15, Debt, to the Consolidated Condensed Financial Statements for further information. Sources and Uses of Liquidity Our principal source of liquidity is our cash flow generated from operating activities, which provides us with the ability to meet the majority of our short-term funding requirements. The following table summarizes net cash provided by or used in operating, investing, and financing activities from continuing operations. For the Six Months Ended July 4, 2026 June 28, 2025 Operating activities $ 231.1 $ 267.1 Investing activities (3,598.0) (57.0) Financing activities 2,220.4 (208.6) Foreign exchange (4.7) 27.5 Total net cash from continuing operations $ (1,151.2) $ 29.0 Operating Activities The decrease in net cash from operating activities of $36.0 was primarily due to the transaction expenses paid in connection with the SPX FLOW acquisition, as well as higher interest and income tax payments, and unfavorable working capital changes primarily due to the timing of customer payments. The decrease was partially offset by increased cash generated from segment operations. Investing Activities The increase in net cash used in investing activities of $3,541.0 was primarily driven by the acquisition of SPX FLOW. Refer to Note 20, Acquisitions, to the Consolidated Condensed Financial Statements for further information. Financing Activities The increase in net cash provided by financing activities of $2,429.0, was primarily driven by $2,119.5 of increased long-term debt issuances, net of debt costs, primarily associated with the acquisition of SPX FLOW, a $531.9 increase in commercial paper borrowings, and a reduction of $395.9 in share repurchase activity. These increases were partially offset by $596.8 of higher long-term debt repayments, as well as an increase in dividends paid of $13.3 and higher payments for taxes related to the net share settlement of employee stock incentive plans of $6.8. ITT Inc. | Q2 2026 Form 10-Q | 38 KEY PERFORMANCE INDICATORS AND NON-GAAP MEASURES Management reviews a variety of key performance indicators including revenue, operating income and margin, and earnings per share. In addition, we consider certain measures to be useful to management and investors when evaluating our operating performance for the periods presented. These measures provide a tool for evaluating our ongoing operations and management of assets from period to period. This information can assist investors in assessing our financial performance and measures our ability to generate capital for deployment among competing strategic alternatives and initiatives, including, but not limited to, acquisitions, dividends, and share repurchases. Some of these metrics, however, are not measures of financial performance under accounting principles generally accepted in the United States of America (GAAP) and should not be considered a substitute for measures determined in accordance with GAAP. We consider the following non-GAAP measures, which may not be comparable to similarly titled measures reported by other companies, to be key performance indicators for purposes of our reconciliation tables. •“Organic Revenue” is defined as revenue, excluding the impacts of foreign currency fluctuations, acquisitions, and divestitures that may or may not qualify as discontinued operations. Current year activity from acquisitions is excluded for twelve months following the closing date of acquisition. The period-over-period change resulting from foreign currency fluctuations is estimated using a fixed exchange rate for both the current and prior periods. Prior year revenue is adjusted to exclude activity during the comparable period for twelve months post-closing date for divestitures that do not qualify as discontinued operations. We believe that reporting organic revenue provides useful information to investors by helping identify underlying trends in our business and facilitating comparisons of our revenue performance with prior and future periods and to our peers. Reconciliations of revenue to organic revenue for the three and six months ended July 4, 2026 are provided below. Three Months Ended July 4, 2026 Flow Technologies Motion Technologies Connect & Control Technologies Eliminations Total ITT 2026 Revenue $ 792.5 $ 386.0 $ 295.7 $ (1.1) $ 1,473.1 Less: Acquisitions 359.6 — — — 359.6 Less: Foreign currency translation 3.2 14.3 0.1 — 17.6 2026 Organic revenue $ 429.7 $ 371.7 $ 295.6 $ (1.1) $ 1,095.9 2025 Revenue $ 355.9 $ 365.7 $ 251.9 $ (1.1) $ 972.4 Organic growth $ 73.8 $ 6.0 $ 43.7 $ 123.5 Percentage change 20.7 % 1.6 % 17.3 % 12.7 % Six Months Ended July 4, 2026 2026 Revenue $ 1,330.0 $ 783.2 $ 574.3 $ (2.5) $ 2,685.0 Less: Acquisitions 511.0 — — — 511.0 Less: Foreign currency translation 15.4 47.1 3.0 (0.1) 65.4 2026 Organic revenue $ 803.6 $ 736.1 $ 571.3 $ (2.4) $ 2,108.6 2025 Revenue $ 689.2 $ 711.8 $ 486.6 $ (2.2) $ 1,885.4 Organic growth $ 114.4 $ 24.3 $ 84.7 $ 223.2 Percentage change 16.6 % 3.4 % 17.4 % 11.8 % •“Adjusted Operating Income” is defined as operating income adjusted to exclude special items that include, but are not limited to, restructuring, intangible amortization, certain asset impairment charges, certain acquisition- and divestiture-related impacts, and unusual or infrequent operating items. Special items represent charges or credits that impact current results, which management views as unrelated to the Company’s ongoing operations and performance. “Adjusted Operating Margin” is defined as adjusted operating income divided by revenue. We believe these financial measures are useful to investors and other ITT Inc. | Q2 2026 Form 10-Q | 39 users of our financial statements in evaluating ongoing operating profitability, as well as in evaluating operating performance in relation to our competitors. Reconciliations of operating income to adjusted operating income (loss) for the three and six months ended July 4, 2026 and June 28, 2025 are provided below. Three Months Ended July 4, 2026 Flow Technologies Motion Technologies Connect & Control Technologies Corporate and Other Total ITT Operating income $ 62.9 $ 82.1 $ 60.8 $ (25.5) $ 180.3 Intangible amortization 59.4 0.2 3.0 — 62.6 Acquisition-related costs(a) 46.5 — — 5.1 51.6 Restructuring costs 0.9 0.9 0.4 0.1 2.3 Other special items 0.3 (1.8) — (0.1) (1.6) Adjusted operating income $ 170.0 $ 81.4 $ 64.2 $ (20.4) $ 295.2 Operating margin 7.9 % 21.3 % 20.6 % 12.2 % Adjusted operating margin 21.4 % 21.1 % 21.7 % 20.0 % Six Months Ended July 4, 2026 Operating income $ 145.0 $ 165.6 $ 110.1 $ (99.1) $ 321.6 Acquisition-related costs(a) 60.6 — 0.1 58.1 118.8 Intangible amortization expense 82.4 0.5 6.4 — 89.3 Restructuring costs 8.7 1.4 1.4 1.6 13.1 Other special items 0.6 (2.5) — (0.1) (2.0) Adjusted operating income $ 297.3 $ 165.0 $ 118.0 $ (39.5) $ 540.8 Operating margin 10.9 % 21.1 % 19.2 % 12.0 % Adjusted operating margin 22.4 % 21.1 % 20.6 % 20.1 % (a)Acquisition-related costs include inventory fair value step-up amortization expense of $43.4 and $57.3 for the three and six months ended July 4, 2026, respectively. Three Months Ended June 28, 2025 Flow Technologies Motion Technologies Connect & Control Technologies Corporate and Other Total ITT Operating income $ 76.6 $ 71.2 $ 44.9 $ (17.6) $ 175.1 Intangible amortization 4.3 0.2 7.1 — 11.6 Restructuring costs 1.3 2.1 (0.2) — 3.2 Acquisition-related costs — — 0.4 — 0.4 Other special items (0.4) 0.5 — 0.2 0.3 Adjusted operating income $ 81.8 $ 74.0 $ 52.2 $ (17.4) $ 190.6 Operating margin 21.5 % 19.5 % 17.8 % 18.0 % Adjusted operating margin 23.0 % 20.2 % 20.7 % 19.6 % Six Months Ended June 28, 2025 Operating income $ 140.1 $ 138.8 $ 80.9 $ (33.8) $ 326.0 Intangible amortization expenses 11.1 0.4 14.1 — 25.6 Restructuring costs 5.5 2.3 1.9 — 9.7 Acquisition-related costs 0.4 — 0.3 — 0.7 Other special items 0.5 1.2 — 0.2 1.9 Adjusted operating income $ 157.6 $ 142.7 $ 97.2 $ (33.6) $ 363.9 Operating margin 20.3 % 19.5 % 16.6 % 17.3 % Adjusted operating margin 22.9 % 20.0 % 20.0 % 19.3 % ITT Inc. | Q2 2026 Form 10-Q | 40 •“Adjusted Income from Continuing Operations” is defined as income from continuing operations attributable to ITT Inc. adjusted to exclude special items that include, but are not limited to, restructuring, intangible amortization, certain asset impairment charges, certain acquisition- and divestiture-related impacts, income tax settlements or adjustments, and unusual or infrequent items. Special items represent charges or credits, on an after-tax basis, that impact current results, which management views as unrelated to the Company’s ongoing operations and performance. The after-tax basis of each special item is determined using the jurisdictional tax rate of where the expense or benefit occurred. “Adjusted Income from Continuing Operations per Diluted Share” (Adjusted EPS) is defined as adjusted income from continuing operations divided by diluted weighted average common shares outstanding. We believe that adjusted income from continuing operations and adjusted EPS are useful to investors and other users of our financial statements in evaluating ongoing operating profitability, as well as in evaluating operating performance in relation to our competitors. Reconciliations of adjusted income from continuing operations attributable to ITT to income from continuing operations attributable to ITT and adjusted income from continuing operations attributable to ITT per diluted share to income from continuing operations attributable to ITT per diluted share (EPS) for the three and six months ended July 4, 2026 and June 28, 2025 are provided below. Per share amounts are reported in ones and may not calculate due to rounding. July 04, 2026 June 28, 2025 For the Three Months Ended Income from Continuing Operations EPS Income from Continuing Operations EPS Reported $ 84.9 $ 0.95 $ 121.0 $ 1.52 Intangible amortization 62.6 0.70 11.6 0.15 Acquisition-related costs 51.5 0.57 0.4 0.01 Restructuring costs 2.3 0.02 3.2 0.04 Other pre-tax special items (0.4) — 0.3 0.01 Net tax benefit of pre-tax special items (29.0) (0.33) (3.7) (0.05) Other tax-related special items(a)(b) 15.1 0.17 6.6 0.08 Adjusted $ 187.0 $ 2.08 $ 139.4 $ 1.76 July 04, 2026 June 28, 2025 For the Six Months Ended Income from Continuing Operations EPS Income from Continuing Operations EPS Reported $ 162.9 $ 1.84 $ 229.4 $ 2.85 Acquisition-related costs 118.8 1.34 0.7 0.01 Intangible amortization 89.3 1.01 25.6 0.32 Restructuring costs 13.1 0.15 9.7 0.12 Other pre-tax special items (0.8) (0.01) 1.9 0.02 Net tax benefit of pre-tax special items (55.1) (0.62) (8.3) (0.10) Other tax-related special items(a)(b) 32.5 0.37 9.8 0.12 Adjusted $ 360.7 $ 4.08 $ 268.8 $ 3.34 (a)The three months and six months ended July 4, 2026 include tax expense on distributions of non-U.S. income of $9.7, tax expense related to undistributed foreign earnings of $1.4 and $7.8, and tax expense for uncertain positions of $3.6. In addition, the six month period included tax expense associated with amended tax filings in Luxembourg of $8.9. (b)The three months and six months ended June 28, 2025 include tax expense on distributions of non-U.S. income of $4.3 and $3.6, tax expense on undistributed foreign earnings of $0.9 and $3.4, and other tax special items of $1.4 and $2.8, respectively. ITT Inc. | Q2 2026 Form 10-Q | 41 RECENT ACCOUNTING PRONOUNCEMENTS See Note 2, Recent Accounting Pronouncements, to the Consolidated Condensed Financial Statements for information on recent accounting pronouncements. CRITICAL ACCOUNTING ESTIMATES The preparation of the Company’s financial statements, in conformity with accounting principles generally accepted in the United States of America, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities. The Company believes the most complex and sensitive judgments, because of their significance to the Consolidated Condensed Financial Statements, result primarily from the need to make estimates about the effects of matters that are inherently uncertain. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the 2025 Annual Report describes the critical accounting estimates that are used in the preparation of the Consolidated Condensed Financial Statements. Actual results in these areas could differ from management’s estimates. There have been no material changes concerning the Company’s critical accounting estimates as described in our 2025 Annual Report.